Loader Drones are Terrifying
by WindstormPrime
Summary: G1 AU, Loader drones scare some bots, and Wheeljack just can't figure out why. Now he's teamed up with a human to work on a special project. As they work together, they learn, not only more about each other, but about the dark secret of the Loader drone Wheeljack keeps in his lab. Cannon pairs.. rated T, Milage may vary.
1. Chapter 1

**Loader Drones are Terrifying**

_A G1 AU fanfic._

**Disclaimer: **I own naught but the plot and OC. Flames will be ignored.

* * *

Lets face it. No matter how Wheeljack could spin it, every bot who saw the dilapidated old loader drone in the back of his shop was either creeped out or massively unnerved by the thing. He's fixed it up and repainted it at least a dozen times. But it still scared some bots right down to the spark.

Even Optimus Prime tried not to look at the thing. Wheeljack figured it was a combination of things that did it. Its strange, squat body.. heavy duty arms and legs.. the long pincher type manipulators... and most of all the single optic mounted on a swivel turret in the 'nose' of the oblong thing's torso all contributed to its 'look.' It had even unnerved some of the humans that have seen it.

Wheeljack supposed Spike said it best. "It has all the makings of a soulless killing machine. Huge crushing claws, strange double jointed legs, weired proportions and no discernible face. No wonder it gives some bots a bad case of the horrors."

Sadly, there wasn't much Wheeljack could do about most of that. It was optimized for its job. And the one attempt to give it a face.. even though was just a fake one.. did not help AT ALL. Bluestreak still got nightmares from that attempt.

Still, it was a very useful tool. Strong enough to carry heavy loads and durable enough to withstand more than few unstable or simply toxic experiments. Such things had made it incredibly useful for the few times Wheeljack had it in working order. And he wasn't even counting the one time it glitched when a Decepticon intruder bumped into it. They hadn't seen Thundercracker for weeks after he ran screaming out of the Autobot base. When they did see him again, he still wasn't himself for quite a while.

On the bright side, whenever Wheeljack had something that he absolutely did NOT want the twins messing with. He only had to set it behind the drone. The two seasoned warriors, who were also renown for their pranks and scare tactics, would NOT go near the thing. It was perplexing to him, to say the least.

::Wheeljack, if you aren't too busy, we need you in the monitor room:: Came Ironhide's voice through the comms. ::We got something that could use your... expertise.:: He drawled.

::Be there in a moment..any hints on what I'm walking into?:: Wheeljack questioned as he started to wind his way through his lab.

::You got me... all this technobabble is way over my processor.. some scientist talking about something to do with nuclear waste and the environment.. he's babbling and I need you to make sense of it.:: Ironhide responded.

::Was there an accident?:: Wheeljack asked again as he quickened his pace down the hall, alarm creeped into his voice, his vocal fins turned pale green with worry.

::What? No! Well.. not yet.. or there was and it sold news from decades ago..:: Ironhide paused. ::We _really_ need you up here.::

Wheeljack smiled behind his faceplate as he skidded around the corner and into the room. "I'm Here I'm here!"

Optimus turned to look at Wheeljack and then to the man on the screen. "And here is our chief inventor, Wheeljack.. he might be able to help you.. Wheeljack, this is Maxwell Thompson, a prospective grad student with some.. interesting ideas." Optimus said as he introduced Wheeljack to the smallish young man, with 'dirty blond' hair.

"What's he need help with? I just got here, so fill me in?" Wheeljack asked as he grabbed a seat next tot he screen.

"Well... let me start at the beginning.. and.. just to assure you.. Like I told Optimus Prime.. I'm not asking for Cybertronian tech" Maxwell stated. "I'm working on a project revolving around disposal of nuclear waste.. as we got a lot of it and no real practical way of getting rid of it. And storing it is an environmental hazard waiting to happen. Erm.. Long story short I came up with an idea that I sent off with my application to the grad program... and its bounced around a bit.. and now a lot of people want to know if it could work.. the US government being one of them.. and they suggested I get with you and see if you guys think its viable.. and if so.. they don't want to wait till I've graduated to start working on making it real... they kinda want me to see if you would be willing to collaborate with us on building one." Max rambled. "I mean.. you probably never really had this problem.. considering you don't use nuclear power... but you might know some things we don't?"

Wheeljack paused, glancing at the others, seeing an almost universally pained look from each of them. "Why don't you send me the specs you're working with and I can go over them? I can contact you later to go more in depth after I see what you propose doing? I can see you already tried to explain it to my colleagues."

"That would be great! I really hope we can work together on this!" Maxwell smiled.

"Just send it to my forwarding email.. Blaster can give that you.. so it doesn't get eaten by the spam filters." Wheeljack informed.

"Right-o... heh.. guess you get a lot of junk mail... erm.. it was nice talking to you.. Wheeljack!"

"Just call me Jack if you like." Wheeljack cheerfully supplied.

"Right! Call me Max!... I'll go send that off to you now!" Max nervousely stated before the screen switched off, transferred to blaster's smaller screen as he handled the rest.

Wheeljack stood, and whispered to Prowl. "Was it that bad?"

"It.. seemed.. sound. However, most of us got lost after he mentioned Nuclear waste.. and the rest when he started breaking down the difficulties of disposal and information about half life of isotopes." Prowl noted even as Blaster turned and gave Wheeljack a thumbs up. "Keep in mind, most bots don't bother knowing more than 'radiation is bad' and 'nuclear weapons are dangerous.' He is right to consider that we haven't really dealt with nuclear waste before, however."

Wheeljack un-subspaced his datapad and checked his email. Sure enough a massive file awaited him. "Hmm.. it should be an interesting challenge, to say the least. I suppose I have a new reason to get the loader drone up and running again if we get to the testing phase."

"... that would be a good use for it." Prowl slowly replied.

Wheeljack slowly raised an brow at Prowl, briefly surprised that even the most stoic of the Autobots seemed to regard the drone with trepidation. "Alright, if you need me, I'll be in my lab." He stated before quickly heading to his workspace.. already eagerly pouring over the mathematical proofs that made up the bulk of the proposal.

By the time he had sat down at his work bench, he already had a general idea of what Max's idea was. In effect, if the device could be built, it would break down matter into progressively simpler components, while extracting the raw energy released for other purposes... such as feeding the power back into the local power grid. In fact, Wheeljack surmised it could be extended to be used for all manner of toxic materials that are otherwise expensive or difficult to dispose of... with a few minor tweaks. Surely the human wouldn't mind a few extra improvements? Why limit it to nuclear waste when there were so many things it could be used for!? Wheeljack cackled as he started going to work on his proposed modifications. It was good to have a real challenge again!

* * *

Her name was Maxine, well as far as anyone who asked knew. And she had just finished a rather exciting night of celebrating as she entered her tiny little apartment. Things were going her way! Life was looking up! She thought as she tossed the Black wig aside, kicked off her heel and slipped out of the carefully padded dress and corset. Within a few minutes, Maxine was once again the barely noticeable Maxwell. Future grad student and well on his way to achieving the lifestyle he quietly craves.

He didn't know how his little idea, and carefully crafted design got pushed up to where it deserved the attention of the Autobots.. but frankly.. he didn't care. If it worked then his future would be secured, and he would not have to worry about affording all the difficulties of transitioning into 'Maxine.' Hell, he could probably pay cash for it all.. if everything went according to plan.

Max had barely settled down in front of his computer when he noticed the new mail message icon in the bottom corner of his computer screen. Probably just spam, he thought even as he clicked the icon. It took longer to load than normal, which probably should have been his first clue as to what it was. Upon loading, his jaw dropped. Wheeljack had not only just responded.. he even had suggestions.. improvements! He could just about jump for joy! Quickly he started to read through the lengthy suggestions and diagrams Wheeljack had provided. Carefully noting where Wheeljack had pointed out mistakes and made small alterations to his proofs.

Max laughed out loud as he started to draft a response and a proposal. The idea was foolproof! Nobel Prize worthy even! If he and Wheeljack could make this work other countries would surely clamor for this technology! Heck, even the Autobots might have a use for it elsewhere! He couldn't _wait_ to get started.

Little did Max know, he wasn't the only one who couldn't wait for him to get started. Across from his apartment window, Laserbeak watched from a nearby rooftop. Quietly transmitting his data to his master, Soundwave.

Back on the Nemisis, Soundwave turned to Megatron to forward his report. "Lord Megatron. Autobot Wheeljack has agreed to work with the human. As expected."

"Excellent. Soon, I imagine they will have a working prototype built.. one that will suit our needs perfectly. And when they finish it.. we'll steal it right from under them! Then we'll have all the power we'll ever need!" Megatron declared.

"But Megatron, why are we even allowing them to build it, surely we can spare the resources-"

"But _nothing_ Starscream! Why should we risk our _already_ scarce resources on developing such a risky endeavor? Especially when we can get the Autobot's most _brilliant_ inventor to help build it for us?" Megatron bellowed. "We were fortunate to discover this piddling human's little breakthrough, but I will not allow us to waste any resources on what may just be a waste of time!" He fumed. "Besides, better for them to work out all the kinks in the design for us."

"I do not question the _wisdom_ of allowing our enemy to do the _work_ for us. Oh mighty leader, I just think it would easier to steal the design and build it ourselves, to avoid a resource intensive conflict" Starscream hissed.

"Have you lost your taste for battle Starscream?" Megatron demanded. "Are you afraid of the chance to destroy a few unsuspecting Autobots as we seize the object that will take us to victory?!"

Starscream took a step back. "I-.. No Lord Megatron. I'm sure your plan will work.. _flawlessly_ as always." He replied.

Megatron glowered at Starscream for a moment before turning back to face the monitor. "Mind your tongue, and see to it that it does. I grow weary of your treacherous remarks."

Starscream remained silent. Once more Megatron refused to listen to reason. Which suited Starscream all the better. It would be one more failed plan that he could lord over Megatron when it inevitably goes wrong.

* * *

Weeks later, Max was waiting outside his apartment, waiting for the person who would be taking him to meet the Autobots in person. He was nervous, unsure what to expect.. to talk to them through cameras or email was one thing.. but to meet them in person.. and to be invited to their base?! Thats entirely different! He could hardly believe Wheeljack had invited him over to his lab to help him work on getting the prototype built!

Max was so lost in thought he _almost_ failed to notice the exotic looking sports car that pulled up in front of him, before announcing in a familiar voice. "Max! You ready to go? Its me, Wheeljack! Hop on in!" Wheeljack insited to Max's utter surprise, opening a door and waving at him with his holomatter avatar.

Max blinked before nervously getting into Wheeljack's altmode. He had heard they could make realistic projections of having drivers before.. though he had never seen it before. "Uhm.. thanks.. I thought someone from the government was going to pick me up?"

"They were but I wanted to do it myself! Besides, it means we can talk more on the way.. and its safer! Not that you wouldn't be safe letting the Government guys bring you in.. but you can never be too careful with Decepticons about." Wheeljack's avatar grinned as he accelerated. "When we get to the checkpoint, we'll pick up your pass so you can come and go as you like.. we used to not have one but..."

"Ah.. yeah.. I remember that fiasco with the reporters..." Max chuckled. "Did.. Grimlock really eat a news van?"

"Whaat?" Wheeljack blinked. "No no! Well.. he did pick it up and shake it around in his teeth.. and in his defense.. they rammed his leg... and we did have signs posted to keep them away from the Dinobots's stomping grounds."

Max chuckled. "So its their own fault. Figures." He paused as he considered a question that was plaguing his mind. "So.. why your lab? Usually when the government funds a project, they buy out a building and equipment for it."

"Well.. part of it is the cost.. its cheaper to do it at the ark, since I already have all the equipment and the space to build a prototype.. which we can refine into a mass production model later. The other is security. General Morshower has.. expressed.. his desire to not let the Con's snag or destroy this one. The potential benefit is too large to risk that happening.. again. And lastly, its because I'm the one helping out! My lab is big enough for me to work in and several other bots! So it makes sense to use my lab! Its efficient even!"

Max chuckled and facepalmed. "Of course.. dunno why I didn't think of that earlier."

"Plus you'll get to meet the other bots.. and the Witwicky's!" Wheeljack laughed. "It'll be great!" Wheeljack's avatar paused.. going eerily still for a moment before he spoke again. "Ah! I almost forgot.. open the glovebox.. there should be a datapad in there.. Prowl's got a bunch of stuff he wants you to read.. just general safety stuff.. mostly."

Max arched a brow as he opened up.. and pulled out a datapad.. that in no way should of fit in the glovebox it was in. "How did that fit in there?"

"Subspace! Its kinda like a pocket dimension.. we use it to store things or extra mass.. some bots have expanded subspace systems that allow them to size change to a significant degree when transforming." Wheeljack explained. "There are some severe drawbacks to those systems though, which is why most bots don't have them.. and the limitations generally mean that it can only be used when the T-cog is engaged... because it works off the lesser known functions of it."

"Lesser known?" Max arched a brow.

Wheeljack grinned, his voice becoming almost giddy as he went into further detail. "Well the base function of a T-cog is that of a mass shifter. It literally shunts mass around subspace to facilitate transforming... though not as much as older designs used to. Whenever you see a bot transform in a way that one part of his altmode vanishes and reappears on another part of his body, thats what is happening. Newer models save energy simply by governing the realignment of physical transform joints and circuitry, which are incorporated into adult frame protoforms. The side effect of that was that theres usually a little extra 'storage' leftover where we can place equipment or other items."

Wheeljack paused to let that sink in a moment before continuing. "The other limitation is more of a complexity problem.. the T-cog has to map out what needs to go where and how much needs to be moved.. You also can't simply add mass to make a bigger bot.. that mode has to be built that size before you can subspace any part of it... long story short, you can make a bot smaller, but not actually larger... and power considerations limit how small you can get."

"Huh.. that.. actually explains quite a lot about what I see on the news.." Max nodded and then looked at the Datapad. "Stick to the sides of hallways and don't linger in doors... In an emergency, bots may not be see you and you could get hurt or killed by accident." Max blinked. "Has that.. actually happened?"

"No.. but there were few too many close calls. Your passcard will have an RFID transponder.. which will help... but its not the same as a spark signature.. and even with those.. bots on the run still manage to collide with other bots... and those bots didn't even have shielded signatures." Wheeljack explained. "Err.. if you want to know more about Sparks.. we can ask Ratchet. He explains it better than I can.. I mostly just know the technical details..."

Max nodded and peered down the list in his hands. Most of it was common sense stuff and basic regulations. A few had pictures and names associated with them. "If you see the twins, Sunstreaker and/or Sideswipe, running and there is no alarm.. contact Prowl and Ratchet ASAP."

Wheeljack chuckled. "Those two are troublemakers.. good bots.. but a bit too fond of pranks. Prowl just wants to get the jump on them.. and Ratchet needs to be ready to accept injuries."

Max chuckled. "Ah.. I get it." When he looked up he noticed the checkpoint in the distance. "I thought we were farther away than this? How fast are we going?"

"Oh... about 90.. ish... sometimes." Wheeljack smiled sheepishly. "We did get kind of.. carried away talking."

".. Figures. If I was to drive that fast.. I'd get a ticket... I always get tickets when I speed." Max lamented as Wheeljack slowed.

"Well... I've gotten a few..." Wheeljack started.

"Oh now I got to hear this..." Max grinned. "After I get my passcard though..."

* * *

".. and so 'Bee's speeding around the town with Mario as his holomatter avatar... the local cops were going nuts cause he kept evading them..." Wheeljack laughed as Max fought to hang on to his shoulder, while laughing himself. "And then.. out of the blue... Drag Strip, of all the cons, shows up on the scene! He had set his avatar to Luigi.. and every time 'Bee would go out he would zip on past him.. giving him that death stare from Mario Kart!" Wheeljack explained as he walked into the Ark.

Max grinned widely covering his face with a free hand. "Oh my god.. and both sides kept letting them do this?"

"Well Prowl did put a stop to it when he found out... and Megatron really.. only barely controls the Stunticons... though I'm not sure what started it." Wheeljack noted as he waved to Jazz. "Hey Jazz! This is Max. Max, meet Jazz. he's the complete opposite of Prowl."

"Well not _complete_ opposite." Jazz grinned widely. "Nice to meet ya' Maxy! I hear you're the one who wants to turn the world on its head by gettin' rid of all that toxic waste by turnin' it into energy!"

"Heck yeah!" Max smiled back. "I can still hardly believe I'm actually getting a chance to do it!"

"I hope it works! I think it'll be good fer all of us if it does." Jazz nodded. "Prime'll want to meet ya in person at some point, but he's a bit tangled up with Ratch' right now. He dun pulled a Prowler and skipped the last half dozen checkups. Ratch' was not amused in tha' least." Jazz chuckled.

"Prowl is a workaholic, I take it?" Max asked before glancing at the near sudden appearance of several other bots. "Whoah... I feel like the new kid in school again..."

Wheeljack glanced around as other started to gather. "Heh, its always a bit of a spectacle when someone new comes here." He mused. "And yeah.. Prowl's notorious for working too hard... and Ratchets the one who usually has to fix him because of it."

Prowl, spoke up as he rounded a corner. "I work that hard because nobody else can do my job, Wheeljack." He scolded. "And Max.. it is good to see you've arrived in one piece, have you read the regulations I sent along?"

Max nodded. "Yeah.. a few of them seemed a bit odd.. but I gather there must be good reason behind them."

"Good. Wheeljack, try to keep the explosions to a minimum while you and our guest are working." Prowl warned.

"Prowl? What do you take me for? Never once has any human been harmed by an explosion in my lab.. I do _try_ to be cautious." Wheeljack shot back.

"Is that why it is usually the left hand that Ratchet needs to repair?" Prowl arched an eyebrow while other bots barely restrained their snickers.

"Well of course. That hand has the least sensitive equipment in it." Wheeljack deadpanned. The snickering stopped as they processed the logic of the source of what had been a long series running jokes on the Ark was revealed. "Why did you think it was usually that hand?"

"Well. To be honest..." Ironhide drawled. ".. I kinda thought that you had a glitch somewhere that caused that hand to.. twitch.. or somethin.' .. I guess I never.. really thought about it."

"Ya'know... dis... implies.. ya know when an experiments is goin' ta be unstable.. righ'?" Jazz noted aloud.

"Jazz, I'm working with recycled components most of the time to keep costs down.. I _have_ to expect them to be slightly unstable. Though I usually only have at most a few seconds warning when they actually _become_ unstable." Wheeljack paused and looked at Max's worried expression. "We're not using recycled parts.. most of its going to fabbed from raw material or shipped in by your government."

Max breathed a sigh of relief. "Okay.. good... but why don't they know that already?" He gestured to the.. mostly shocked crowd.

Arcee piped up first. "Because they're almost all warriors who really don't think about things like that.. they assume a particular reason and move on. Most Mechs aren't very good at lateral thinking outside their function... some femme's aren't either. Humans, male and female have us all beat in that department... usually.. there are some fairly dim ones out there.. but you have dim bots and bright bots.. the same for humans can be said. And some can be bright on certain things and dim on others."

"Fair enough.." Max nodded as the other bots sheepishly affirmed Acree's remark. "So onward to the lab?" Max grinned.

"Yes onward.. for science!" Wheeljack exclaimed!

"It was nice meeting you all! And I look forward to talking to you more later.. but now.. Science!" Max grinned widely.

The group chuckled as Wheeljack and Max left for 'jack's lab. "We're in trouble aren't we?" Ironhide asked when the pair were out of earshot.

"Wheeljack's excited, the new guy is excited and they _both_ seem to like each other. Yeah.. we're in trouble." Arcee nodded.

"My estimations, after reviewing Max's file indicate that.. whatever the outcome.. it should be good for Wheeljack." Prowl noted.

"What he has a file already!?" Bumblebee exclaimed.

"Red Alert handled the compilation during his last visit before returning to the garrison on Cybertron." Prowl affirmed. "No, you cannot look at it." He gave Jazz a warning glance. "I handed the relevant data to Ratchet and sealed the rest of the files."

"Leave it ta Red ta be thorough." Jazz noted, ignoring Prowl's glance. "Guess tha' paranoia glitch of his comes in handy time ta time.. he's got a knack for picking out tiny details tha get overlooked."

"That is an accurate summation of why I had him do it. However, Max's personal data is not up for discussion... and I believe you all have things you should be doing? Or do I need to adjust the schedules again?" Prowl stated.

All but Jazz quickly and abruptly vacated the hallway. "... speaking of bots with too much free time.. ya got anythin' in store for the twins to keep em away from 'Jack's lab? Or you gunna leave that up for me ta work on?"

Prowl smirked. It was slight, ever so tiny crook of a smile.. but he did. "I am sure you will think of something.. creative."

"Aww Prowler. Ya know just what ta say ta warm my spark." Jazz grinned before heading down the hallway.

* * *

"You mean bots are actually afraid of that thing?" Max asked in surprise, pointing to the freshly painted loader drone. It was largely now eggshell blue in color, save for a few spots of silver and dark blue.

"Some.. yeah.. most are just creeped out by it.. I really don't understand it." Wheeljack confirmed before handing Max a smaller control pad for the drone. "It bothers a few humans too, but to a lesser extent."

"Have you tried asking them why?" Max asked as he fiddled with the controls.. finding it surprisingly easy to direct to do simple tasks.

"I've asked a few, but most of them didn't want to answer. The younger bots just say its unnerving because its sparkless. Which unnerves most bots until they get used to the idea.. but they've known about the drone for long enough to have pushed past that." Wheeljack paused. "And I'm reasonably certain that Thundercracker, a Decepticon, is blindingly terrified of it for some reason."

"Maybe you just haven't asked the right person?" Max stated as he directed the bot to move some raw material to Wheeljack's fabricator. "It sounds like theres more to the story.. probably something you weren't privy to for some reason or another."

"I don't see why that would matter.." Wheeljack replied as she started laying out parts on the table to start building the frame of the device.

"Shame can drive people to keep all sorts of secrets. Shame of their fear.. or shame regarding something involving them, maybe?" Max suggested, knowing all to well about why he hides his own secrets. "Its kinda hard to guess what else it could be... without knowing much about your history..a nd the history of the use of drones."

"Well... hmm... I.. suppose.. some of it might stem from bots knowing our history.. the older bots anyways.. it would remind them of the time we were enslaved by the Quintessons.. but that would only explain the reactions of our oldest bots." Wheeljack paused. "I'm not counting the Dinobots when I mention the younger bots.. they're different.. cold constructed on Earth. They have sparks.. so they don't bother the others.. but they're not afraid of the drone.. Grimlock has made the comment that the drone is 'weird,' however."

"Well it _does_ have weird proportions." Max affirmed. "But its optimized for its job.. so thats probably why it looks like that."

"See? You understand!" Wheeljack laughed as he started t weld bits together as Max directed the drone to remove a few parts from the fabricator and put in more material. "Hmm maybe I should ask Kup... he's the oldest bot I know.. and not afraid to to talk about some of the things he's seen in his time. Kinda acts like its a badge of honor to be able to claim to have seen and lived though as much as he has."

"Sounds like an old grandfather type.." Max mused. "So after we get done fabbing the assembly.. what do you need me to do next?"

"Ah well.. next you can help me solder together the smaller components and install them into the framework. You've got much smaller hands than I do, so it should be far easier." Wheeljack chuckled. "I require special equipment to do what most humans can do with a soldering iron and wrench... most of it is stored in my finger tips... but you get the point."

Max laughed. "Why am I suddenly reminded of the mouse and the lion?"

Wheeljack shrugged, but laughed anyways. "Frag if I know.. but its a good comparison!"

* * *

End Part 1 R&R please!


	2. Chapter 2

**Loader Drones are Terrifying**

_A G1 AU fanfic. Chapter 2_

**Disclaimer: **I own naught but the plot and OC. Flames will be ignored.

* * *

Max was alone. Again. Wheeljack had to leave the lab to fight the Decepticons with the rest of the Autobots. Which meant he had to stay behind in the Ark for safety. Normally this wasn't really a problem, as he had plenty to do that Wheeljack couldn't really help with anyways, or could be handled with the loader drone he had left behind. Except this time, he didn't have the knowledge or skill to fabricate the next part that needed to be installed, so he had to wait until 'Jack came back.

Speaking of the loader drone. Max had found himself maneuvering it so that its single eye was never looking at him while he worked. He couldn't explain why it felt like it was watching him. But it had slowly inched into his nerves. After triple checking the equipment and making certain nothing was likely to cause a fire by being unattended, Max decided to go see who else was left behind to watch the base.

Max also admitted to himself he had only barely met most of the bots in the few times he had been on walkabout in the Ark. Still, even with only a brief introduction, Optimus Prime made an _impression_. He could see why so many bots follow him so readily. The sheer force of presence he had in a room was palatable.

As Max stepped out of Wheeljack's lab, he wondered if Spike and or Carly were in the base today. The two were the only ones who seemed to regularly check up on him and Wheeljack while he was around. He was so lost in thought, he didn't even hear Steeljaw's approach.

"Oh good, I found you at the right time!" Steeljaw remarked, smirking when Max jerked in surprise.

"Jeeze! Thats the third time you've snuck up on me! You need to wear a bell or something!" Max grumbled as he tried to will his heart to stop trying to climb out of his throat.

"Carly tried that already." Steeljaw grinned. "Anyways, Spike and Carly are in the Medbay with Ratchet and Windcharger. Ratchet's having some trouble getting the tiny bits of shrapnel out of Windcharger, and Carly browbeat him into accepting help. Unfortunately its a lot, and we could use the additional hands to help get it out."

Max chuckled slightly at the image that conjured up in his mind. "Sure.. I'll help. Can't really do anything more right now until Wheeljack gets back."

"Yeah? Heh, to tell you the truth we were a bit worried about having a human working full time in 'Jack's lab.. but.. there has been a _sharp_ decline in lab accidents. We aren't sure if he's being extra careful.. or your keeping him distracted from the more dangerous stuff. Frankly? Ratchet could hug you.. but don't tell him I said that." Steeljaw chuckled as he led the way to the Medbay.

"It probably helps we're fabricating most of the parts from raw material.. rather than simply re-using junk parts.." Max noted, though he honestly didn't understand how some of Jack's projects explode with as much force as they do. He privately figured it had to do with the use of Energon as a power source. "So... you're quite a bit different from most bots.. I think Wheeljack said you were a cassette? What does that mean exactly?"

"Its.. complicated.. the long and short of it is that we're symbionts of a larger mech... its a pretty rare sort of thing though." Steeljaw trailed off. "Ah here we are.. go ahead and go in.. I'm heading back to the comm room.. Blaster needs me there."

"Not fond of the medbay?" Max asked with a smirk as he approached the door.

"More like the bay isn't fond of bots who don't need fixing!" Steeljaw replied. "You'll understand soon enough!"

Max shook his head and headed on inside as the door whooshed open.. "Hey Ratchet?" He looked up to see Ratchet looming over a medical berth. Presumably with Windcharger, Spike, and Carly on it. "Steeljaw said you needed an extra set of hands?"

Ratchet paused and looked down. "Its about time you got here! And yes.. we do." He spoke as he reached down to pick Max up and bring him onto the table.. where he could see both Spike and Carly shoulder deep in Windcharger's frame. "Windcharger took a messier hit than we thought. He tried to use his magnet to shred a Decepticon device.. which promptly exploded in his face. What we didn't realize until we opened him up was that it was filled with ground shrapnel. Grab some gloves and pair of pliers from the box over there, please." Ratchet grumbled as he set max back down. "If you see something sharp and pointy wedged into something, let me know before you pull it out.."

"Yeah, you don't want to accidentally unplug an Energon leak.. stuff burns skin like nobody's business." Spike stated before looking up and setting another hunk of jagged metal aside. "Good to see you outside 'Jack's lab, Max."

Max didn't waste any time grabbing the gloves and getting to work. Though he had to stop himself from gawking at Windcharger's insides. "Yeah well.. we've been pretty busy building the converter. I think I've learned more in his lab, than in all my hours in college."

"I heard they managed to work a deal so that you're getting college credits while doing it. How's that working out for you?" Carly noted as she spread a few cables for a better look. "Got a wedged one here Ratchet."

Max briefly watched Ratchet move around the berth to get a look at what Carly had found. "Hmm not deep enough to penetrate the casing. Go ahead and yank it and apply sealant. Autorepair will fix the damage." He stated before going back to the spot he was working on.

"Its working out pretty good too, and I'm actually getting paid pretty fairly.. which is nice." Max conceded. "Though getting to work with Wheeljack himself is starting to turn out to be the best part of the whole deal." Max grinned, even as he scooped out a couple of loose fragments that were clinging to the inside of Windcharger's frame.

"Its good for 'Jack too. That bot needs to socialize more." Ratchet noted. "Prowl was stunned when he offered to pick you up himself. I don't think he even actually heard Wheeljack's reasoning before he okayed it."

"Why is that? I mean.. he's about on par with most of the engineering students I've met... the serious ones anyways." Max asked as he poked a chunk that seemed wedged in a cable. "Heres one in one of his cables.. its dripping a little around the edges."

Ratchet leaned over and peered at it carefully before taking a tiny clamp from his box and placing it above the puncture, then placing a pan beside Max. "I'm going to clamp the bottom of the line and unplug it.. once its in the tray I'm going to unclamp it and let it drain. You need to pull that shard out very slowly as the line drains out. Then grab this line patch and press it over the damage. It'll get very warm and turn a bit orange.. when it does you can let go and I'll plug the line back in and unclamp the other end." He instructed.

Max nodded and carefully followed Ratchet's instruction. Being extra careful to not let the Energon get on him as he applied the patch.

"To answer your question." Spike started as he pulled a few shards out himself. "Jack's got a bit of a reputation.. that causes bots to keep their distance more often than not. He hides how it bothers him by throwing himself into his projects. Heck Skids is half convinced thats why he keeps that loader drone in there.. so he has 'company' while he works in his lab."

"That... _thing_ should be melted down for scrap." Ratchet grumbled as he removed the clamp and went back the fragments he was working on. "The mere existence of that model of drone is an embarrassment to Cybertronians everywhere. I know its not a first gen model.. or the third or forth one for that matter. Its the sixth. But it still _looks_ like the first."

Max looked up at about the same time the others did. "Huh? What do you mean?" Max asked.

"Keep working.. I'll explain." Ratchet sighed. "Wheeljack doesn't know this story.. and few do... for good reason. Nova Prime made certain few bots ever knew how the first drone was made. It was shameful even then.. but we needed a workforce capable of upholding the standards of living in our 'golden age' while not forcing bots to work in dull and dirty jobs. A number of attempts were made.. but..as your own people have learned. Programming an AI is extremely difficult." Ratchet began. "Most were dimwitted, easily confounded failures."

"Then.. one day.. something unfortunate happened. A sparkling was born... but he was.. defective.. in many ways. He had no will... no mind of his own.. his protoform was misshapen in a manner very similar to how that drone is built. But he could do any simple task instructed of him." Ratchet grimaced. "He was a medical anomaly that we didn't know what to do with. Nova in his.. _wisdom_ decided that such a life was not worth living.. and thus had him put down. Upon autopsy.. however. A discovery was made. He had no true spark. Instead a strange amalgamation of circuits and wire sat at the core of his spark chamber. It was from that _thing_... we learned how to make Vehicon cores."

Ratchet paused for a long moment letting the room grow silent before continuing. "The first models were made by dropping duplicates in blank protoforms. That was the second shame.. no bot was ever to be told that protoforms.. that were secretly being grown in labs... were at the base of these things' construction. The truth didn't come out until after the fourth generation was in wide use. There was an outcry.. but it was largely suppressed by Nova's clever manipulations.. and declaration that new models would be constructed without the use of protoforms. And since the easily replicated cores were not true sparks.. it allayed most bots concerns. Even then, they didn't know how the Vehicon cores were invented or being replicated."

"Oh.. jeeze.. I guess that does explain why so many bots don't like them." Max grimaced, having mentally compared it to the issues with stem cell research, and how divided people were over the idea.

"Only Prime and Perceptor also know about the cores. Ironhide remembers the protoform scandal... but he's unaware of the origin of the cores. That's why he's not bothered by the seventh gen model, which looked much different visually. Its generally.. _not_ something we want to remember, however. I suspect even if you told Wheeljack, he wouldn't understand. He's too utilitarian to attach a mental stigma on something's appearance just because it had an unfortunate history. Other bots.. well I can't speak for them. Many have that common disdain for sparkless machines. I don't know why this one inspires so much fear, however. Shame and disdain, I understand.. fear? No. You would have to ask them why they fear the slagging thing."

"So you aren't afraid of it?" Carly asked.

"Did I say that? No. Slagging thing makes my spinal struts twitch. Something about it just feels.. off." Ratchet admitted.

"What about Kup? I thought he was older than everyone here?" Max asked as he delicately pulled a shard that came dangerously close to an Energon line. "You think he might have a better idea?"

Ratchet paused and thought for a moment. "I really can't say for certain. That bot has forgotten more things in this universe than any of us have seen. I _do_ know he was stationed off planet around the time the fourth gens were in heavy use for off world mining. If you're lucky.. he'll remember enough to tell you about it."

"Perhaps we should talk about something _other_ than Wheeljack's creepy loader drone." Spike insisted.

"Right.." Max reluctantly agreed before turning his attention to the rest of the bot in front of him. "So, what am I looking at exactly?"

"Hmm I suppose its as good a time as any for a short anatomy lesson." Ratchet surmised. "The part your working around right now is a secondary Energon pump, one of five linked to his weapon system. This here," Ratchet pointed to Windcharger's chest, "is his spark chamber. You can't see his spark because he's got an extra armor plate covering and protecting it and his degaussing system. Its what saved his life when the bomb exploded."

"Extra? Most bots don't have that armor there?" Max asked.

"Right, its normally built into our outer armor, like the metal plate in human ballistic vests. Windcharger's different because of his magnetic system. His plate has to pull double duty to protect his own spark from getting depolarized, so it was linked up to the degaussing system." Ratchet explained. "It isn't normally done this way because its quite a lot of work to reach his park chamber if we need to do emergency repairs.. or a spark transfer. It will also cause.. erm.. issues.. if he was trying to ah.. create a sparkling.. Suffice to say... if he finds a bot he wants to settle down with.. it will have to be removed..." Ratchet trailed off as he noticed the humans were blushing bright red.

"Right! Anyways.. down here is the T-Cog." Ratchet quickly changed the subject, much to the humans' relief. "This part is pretty standard, most bots only have one.. some have multiple ones.. and there are few that are of a different design entirely."

"Would multiple ones mean they have multiple forms?" Max inquired as he tried reach a particularly hard to get shard. Then Spike reached over and helped move a cable out of the way so he could slide further in and grab it.

"Typically yes. Combiners usually have a special secondary T-cog as well. But they have their own problems that come with that." Ratchet nodded.

"Like how Devastator, Bruticus, and Menasor have varying mental problems?" Spike asked.

"Exactly. Even Superion and Computron suffer from them." Ratchet added. "That secondary T-cog is made to communicate to other T-cogs of its make and network the components together. Its a great idea in theory... but in practice... the minds just don't work well together. Making them at best.. blunt instruments... usually."

"And at worst, raving abominations." Carly supplied. "I've heard about some of Shockwave's experiments."

"But multiple alternate modes work just fine, for the most part. Blitzwing was probably cracked before he got upgraded. Shockwave probably made it worse on purpose." Ratchet noted solemnly.

"I think we've found all the shards we can." Spike announced before Ratchet retrieved his scanner to confirm.

"Alright, stand back while I bolt some of his plating back on, and give him a reboot. He'll have to wait until we can make him a new chest piece, but no sense in having him offline if we don't need him to be offline." Ratchet affirmed as he started collecting the various plates that seemed largely undamaged.

Max quietly noted the pile of badly mangled and twisted parts in the corner. "Yeesh.. I'm surprised the damage wasn't worse."

"Oh it was. I had to replace quite a few parts.. thats when I realized there was too much shrapnel to have come from a normal bomb." Ratchet noted as he bolted the armor back on. "His magnetic system did deflect it away from some of the worse places it could have ended up, however."

"Probably payback from when he shredded the last bomb they threw at him." Spike noted as he took a seat on one of Ratchet's wrenches.

"We'll probably never know for sure." Ratchet stated before plugging a lead into Windcharger's head and pressing a few buttons on his datapad.

It was a few moments before the patient sat up suddenly, exclaiming "I got it! I got-.. oh.." he looked around.. blinking sheepishly. "I guess I did get it."

-Clang!- "You sorry excuse for a rusty lugnut! Don't you ever do anything that stupid again!" Ratchet scolded as he smacked Windcharger with a wrench. "Look at all these pieces of shrapnel I.. _WE_ had to pull out of your sorry frame! You are lucky the humans were able to help me pull out all the _tiny_ shards in your systems!"

"It worked so well last time.. it seemed like a good idea to try again!" Windcharger insisted.

"I expect that from Wheeljack.. but not you!" Ratchet shot back.

"Uhm.. I think we're gonna grab a bite in the rec room while you sort out the patient." Carly insisted, tugging Spike to his feet. "You you should come with us, Max.. give them some space."

"Uh.. sure.." Max paused, realizing he had not ate since dinner last night.

Ratchet blinked, pausing his scolding just long enough to help the humans down from the berth, before returning his attention to Windcharger.

Max, Carly, and Spike wasted no time in escaping the ensuing lecture on common sense, and bots that don't use the sense they were programmed with.

* * *

Much later, and after a raid on the mini-fridge. The only three humans currently on the ark were enjoying a very late lunch. Or Spike was, at the very least. Max was busy edging away from Carly who seemed to suddenly be very interested in his face.

"You have no stubble." Carly eventually declared. "A whole day, without shaving, and you don't even have a five o'clock shadow."

Max frowned. "I don't like shaving, and I don't want a beard or any of that. So I spent my first check getting it all lasered off. Its not _that_ unusual." Max insisted.

"No need to get defensive.. though that does explain the thinned eyebrows." She stated as she resumed eating her sandwich.

"Did that hurt at all?" Spike asked. ".. and how much does it cost? I've not heard much about it."

"Don't you dare get rid of your scruff! I like you better with a little bit of stubble than none at all." Carly quickly interjected.

"Relax, I'm just asking!" Spike proclaimed.

"Its a little pricey.. how much varies on the area you're getting removed. And.. it can hurt a little? Its like getting a sunburn at its worst." Max cautiously informed.

"Just don't let Ratchet know you willingly let someone burn out your facial hair with a laser. He's liable to flip.. until he has a better understanding of the process." Spike warned.

"What makes you think he doesn't already know about it?" Steeljaw stated as he entered the break room, grinning slightly as he took in the trio's surprise. "Ratchet might not see much of Max, but he isn't unobservant. Either way, he's heard the advertisements for it already. The resulting conversation was.. interesting to say the least."

"I imagine it had a lot of Ratchet calling us humans crazy for trying something like that." Carly stated between bites.

"He was rather okay with it actually." Steeljaw noted. "Prowl was the one who was confused by it."

"Prowl's confused by _anything_ we humans do that isn't "_logical._" Spike insisted, throwing up air quotes around the word "logical."

"Hah!" Steeljaw laughed. "Understatement of the month."

"I don't see what isn't logical about it." Max muttered. "If you don't want the.. elsewise useless and purely cosmetic.. hair. You only have certain avenues to remove it. Shaving, waxing and chemicals are temporary at best.. and have some other downsides as well. Electrolysis is slow, arduous, painful _and_ expensive. The laser removal is somewhere in the middle.. and is usually permanent."

"Took the words right outta Ratchet's vocalizer." Steeljaw chuckled. "But I recall that Prowl's main issue was his preconception of what qualifies as a laser. Which is typically a weapon, cutting tool, or aiming device... to name a few. He hadn't realized that they could be so finely turned to target specific types of organic tissue.. such as hair roots... and mostly ignore the remaining tissue.. sans some temporary irritation."

"Which begs the question..." Spike noted. "Why does Ratchet know so much about human hair removal?"

"Carly." Steeljaw simply stated.

"Huh? I never told him anything about that!" Carly insisted, suddenly alarmed.

"You didn't. He just noticed the bottle of Veet that one time you spilled your purse open in a desperate attempt to find you keys." Steeljaw nodded. "He looked it up later when he had a moment of spare time."

"At least he had the tact to not point it out at the time... and keep quiet about it." Max offered to Carly, who had turned slightly red when the subject was brought up.

"Unlike Wheeljack, who the concept is often lost upon." Spike joked.

"Oh he's not _that_ bad." Max frowned. He had grown rather fond of Wheeljack, and had found his quirky personality interesting to say the least.

"I still wont forget the day he asked that one liaison why he was wearing a girdle." Spike snickered.

"In front of a visiting dignitary no less!" Carly laughed, brighting slightly, now that conversation had moved.

"I'm half convinced he did it on purpose." Steeljaw chuckled. "If only because that particular one kept trying to get us to cut back on Wheeljack's lab budget."

"Huh?" Max frowned. "This is the first I heard of this.. I didn't even know you had liaisons."

"Eh. They come and go. The bots try to keep good government relations with the US, and sometimes they appoint some thick headed bureaucrat to the position. Usually they're _concerned_ about our resource consumption and allocation here." Spike explained. "They rarely get along well with the bots, and causing them grief has become a time honored tradition."

"Blaster thinks General Morshower picks them because of that reason." Steeljaw added. "He smiles too slagging much when they declare they quit or retire. Not to mention he never seems to gripe about the damages incurred to the liaison's car.. clothing.. or other equipment."

Max snickered. "That is both amusing and vaguely.. and.. no.. thats just straight up funny."

"Heh, Prowl's noted a marked decline in pranks on other bots by the twins whenever a liaison is around... so he quietly approves of this method of dealing with thick headed politicians." Steeljaw chuckled. "Prime's convinced he and the General have gotten together in secret to continue this trend."

Steeljaw paused and looked off into the distance. "They're back. Minimal injuries, though I'd stay clear of the med bay for a bit longer. Wheeljack's latest sticky bomb worked pretty well. Sadly, Sunny had to touch the stickied Con's. He managed to get free.. only to now have his hand stuck to Hound's aft." Steeljaw snickered. "He's absolutely livid now."

Al three humans snorted in laughed.. Spike crying out between barks of laughter. "Oh god.. I almost snorted a pickle!" Steeljaw just grinned, his work here was done!

* * *

End Part 2 R&R please!


	3. Chapter 3

**Loader Drones are Terrifying**

_A G1 AU fanfic. Chapter 3_

**Disclaimer: **I own naught but the plot and OC. Flames will be ignored.

* * *

"You sure we can get it without him noticing?" Sunnstreaker hissed quietly to his brother, wary about using the comms, as certain bots knew how to listen in..

"'Jack forgets half the projects he's working on. We'll be fine!" He replied as she carefully opened the access panel that few bots knew about. One that would let him and his brother easily slip into Wheeljacks lab without setting off the door alarm.

"It better not ruin my paint if any of it gets on me." Sunny growled.

"It wont ruin your precious paint! Its a goop gun remember? It rinses off with water... all it does is make surfaces super slippery." Sideswipe assured as he pushed the cables aside.. tucking them over a carefully concealed bolt to keep them from getting in the way.

"It better not be behind that _thing_." Sunny grumbled. "I'm _not_ going near it."

"I wish you'd tell Ratch' about that glitch. I'm sure he can easily patch out a simple phobia." Sideswipe lamented as he carefully looked around before affirming the coast was clear.

"No. Its bad enough you know about it." Sunny insisted before following his brother into Wheeljack's lab.

"Well can you at least shield it better? It leaks over the bond way to much, Sunny." Sideswipe peered around a pile of junk. "Okay, the drone is by the worktable... instead of where it usually is. We don't have to go near it."

"Good... lets grab the gun and get out before we- Frag!" Sunny nearly yelled as he walked around his brother. "You could have warned me it was looking this way!"

"Its not looking this way.. its offline. Facing this way yeah.. but it can't slagging see you!" Sideswipe sighed before pointing to the stack of projects in the far corner. "Its over there.. lets grab it and go!"

Sunstreaker didn't argue. He was more than happy to grab the gun and get the pit out of the lab. A warrior like himself.. with a phobia? He'd rather get offlined by Megatron's cannons than admit it to anyone.

* * *

Wheljack fidgeted with anticipation as he waited outside Prowl's office. Max had told him he would be late coming in today, which meant it was the perfect time to put in a request he had been wanting to place for several weeks now. He simply didn't feel like he had the time to do it before now.

Prowl's office door hissed open, with Bumblebee stepping out. Looking chastised, he turned back toward Prowl. "I _really_ didn't mean to!"

"I know you didn't, that is why you are getting off light." Prowl Informed, before Bumblebee walked away, looking defeated.

"Wheeljack ducked into Prowl's office quickly.. before glancing back at 'bee. "Collateral damage lecture?"

"His second." Prowl affirmed. "He simply needs to learn to exercise more care in picking his targets. Now, what is it that I can do for you? Please keep it brief.. I have a number of reports to finish filing."

"Well its... its about Max.. I kinda want to bring him on as part of our regular crew.. like we did with spike and Carly. Wheeljack fidgeted again. "I mean.. having him on even after the project is done would only help."

To Wheeljack's surprise. Prowl smiled ever so slightly and pulled out a data pad from his desk. "Its already in the works, all we need is your signature before we put the request toward the US government."

Wheeljack blinked before reaching out to sign the report. "When did this happen? Who initiated it? I mean.. normally Prime's the last one to sign off on this stuff."

"Ratchet put in the request. After he helped him out with Windcharger, he gave it some thought. Understand, Max's presence here has shown a positive influence on you in general. We had also taken steps long before he joined you on the project to determine how well you two would get along before okaying it." Prowl noted. "His personality profile compliments yours in a lot of ways. If it did not, we would have not allowed you to work directly together in the confines of the Ark."

Wheeljack's vocal fins turned slightly pink in embarrassment, before handing the data pad back. "Compliment.. how?"

"Exuberant interests in science and invention. A slightly more cautious approach to experimentation, which has resulted in a significant reduction of accidents.. even when he is not around. And similar need for acceptance and understanding by others as well." Prowl paused. "Your influence on him, has likewise been positive, according to his therapist."

"His therapist? Oh! That's why he was going to be late today wasn't it?" Wheeljack paused. "Why is he visiting a therapist?"

"Reasons he'll soon explain to you in time, when he is ready. I'm sure you can relate somewhat. Your record does mention you spent a portion of your own time with a therapist long ago." Prowl explained.

"Oh.. yes. I remember. Its not for the same reasons I hope." Wheeljack noted briefly before looking to the door. "I mean.. I can understand that he might not be comfortable talking about something with me just yet.."

"It's not he same reason, Wheeljack. I assure you." Prowl nodded, noting the immense relief in Wheeljack's features. "Its entirely up to you if you want to talk to him about your reasons. Nobody will blame you for not saying anything."

Wheeljack nodded. "Thanks.. I think? Was this the plan from the start?"

"No. The proposal and project came entirely as a surprise to us." Prowl shook his head. "It was after reading Red Alert's... excessive... report that the possibility was brought to our attention." Prowl admitted.

"Ah.. Yeah.. that would explain much. Bot never misses a trick does he?" Wheeljack mused aloud.

"Sometimes his paranoia and attention to detail.. work out to our benefit in ways we don't expect." Prowl nodded. "If thats all, I got reports to file."

"Yeah.. thats fine... I'll be in my lab then." Wheeljack stated before stepping out. He felt conflicted as he walked down the halls. Normally it was a breach of policy to tell another bot about someone else's delicate matters. The fact that Prowl told him as much as he did, seemed to state he trusted him enough to be respectful of the issue. Prowl trusted him. That thought alone made his spark warm. It felt good to be trusted about something, even if few others did.

* * *

On one hand, Max was ecstatic. He was finally taking the much needed hormones to begin the process of transition. On the other hand, he felt unsure of how and when he should break the news to Wheeljack and the others. He was even _more_ uncertain on how they would _react_ to when he broke the news. "Come on _Maxine_.. They're alien robots. At worst they'll react like they do to every other oddball thing humans do." Max mumbled to _herself_, as she considered her options while mentally reinforcing the idea that she doesn't need to hide anymore. "Well, if I'm going to come out of the closet... might as well go all out." She affirmed to herself, as she tried to quell her nervousness, and texting Wheeljack.

Wheeljack was a bit surprised when Max texted him, requesting a ride. He had thought Max had his own vehicle to drive with. However, he recalled Prowl's earlier mention of Max's therapy session. Which subsequently made him suspect Prowl was running probability models on humans again. The reminder of how bad he glitched the last time made him wince internally, even as he sped down the highway. ::Prowl... Are you running probability profiles on the humans again? Ratchet warned you about that.::

There was a long pause before Prowl responded. ::I am not currently running any probability models on the humans in this base.::

Wheeljack revved his engine. He knew Prowl was being evasive. ::Did you run one on Max?::

Another long pause came before Prowl responded, he knew he was caught. ::Only what was necessary. Try not to act so surprised when you see _her._::

::Primus Prowl! You know what happened last- wait.. _her?_:: Wheeljack nearly stuttered as the emphasis hit him.

::I have said too much as it is. You should be arriving now.:: Prowl abruptly stated before closing his comm line.

Wheeljackswore, he hated when Prowl got like this. Dropping hints and manipulating bots into doing and acting certain ways was bad enough when he was being subtle about it. It was infuriating when he was being blatent. He had almost missed the ping from Max's RFID card coming from the oddly familiar looking human woman. Wait, oddly familiar? Wheeljack slowed and did a more comprehensive scan before rolling up and opening his door. "Max? Why are you dressed like that?"

Max bit her lip before hoping into Wheeljack's altmode. "Just.. drive.. I'll explain on the way."

Wheeljack's avatar frowned but nodded as he started to drive. Thankfully he could hide his annoyance at prowl from Max, he didn't need her to know what was bothering him right now, as _she_ clearly had something to get off her chest. Wheeljack's avatar stuttered as Prowl's earlier emphasis suddenly made sense. "Soo..." He trailed off, hoping to spur Max into talking.

"Well.. ah." Max tried to quell the butterflies in her stomach. "You see... Uh.. Do you know what transgender means?"

Wheeljack admittedly didn't know, but that hasn't stopped him from figuring it out before. Thankfully he's long since figured out that the human internet, when used responsibly, is a very useful and powerful tool. "Assuming... wikipedia is correct? A human who is physically one gender and mentally another?" If Prowl can flout rules and regulations, he could too, Wheeljack determined. Still, he would try and stick to sites he knew wouldn't get him in trouble with Ratchet, for accidentally contracting a virus from.

"Y.. yeah." Max nodded, breathing a sigh of relief. At least Wheeljack wasn't being weird about it. Though he did seem distracted.

"Ah.. that explains things.." Wheeljack affirmed as he poured through the data he could pull up. "So.. oh.. huh.. I did not know humans could do that."

"Do what?" Max blinked.

"Sorry.. I'm trying to get all the information I can off your internet.. its a very.. complex subject apparently." Wheeljack paused. "So.. ah.. you're essentially.. looking to get the surgical equivalent of a reformat into a female human? Or... are you aiming for somewhere in between?"

Max took a deep breath. "The former." She nodded.

"Oh.. well... that is not nearly as bad as I thought it might be." Wheeljack admitted.

"What do you mean?" Max asked.

Wheeljack grimaced. "Prowl.. hinted that you were doing something.. major... that required therapy. I.. suspect he thought I was going to over-react if he did not.. prepare me. Don't get me wrong.. that is still a major thing... especially for humans from what I can glean. But on Cybertron.. theres a saying. Reformats.. happen. Reasons and causes don't matter.. there is no stigma attached to it."

Max blinked, partly relieved.. but suddenly annoyed. "How the hell did Prowl know? That information was supposed to be private!"

"Red Alert did the initial footwork. But neither of them seem to remember humans like to keep that sort of information private when they start doing their security thing." Wheeljack growled his annoyance. "To his credit, he kept his volcalizer shut up until now."

"Thats hardly an excuse!" Max exclaimed.

"Fragging glitches, the both of them!" Wheeljack exclaimed and then sighed. "He means well.. just.. he brought up my own time in therapy for comparison."

Max started to say something else then paused as the words registered. "You were in therapy?"

"Its.. not my proudest moment." Wheeljack admitted. "You human would call it.. severe depression... When the war started.. I lost a good number of bots I was really close too."

Max gulped, her rage stymied by the reveal. "You.. didn't?"

"I almost did... Had Ratchet not gotten to me in time.. I wouldn't be here." Wheeljack glumly replied. "Officially, what I did is an act of heroism. Truthfully.. I just tried to take out as many cons I could in a fit of madness and depression.. with the expectation I would get offlined in the process. Its why the Con's generally fear me.. and my battle mask is fused in place."

Max kept silent for several minutes before speaking again. "I'm.. sorry."

"Don't be... that was.. forever-ago." Wheeljack stated sadly before perking up as he thought of a change of subject. "So.. yeah... I have a question... what are those made of? The vibrations of the drive is making them move.. surprisingly realistically."

"Jack!" Max blushed. "I can't believe you actually asked that!"

"Well its rude to do more than a surface scan... and the formulas I managed to research don't seem to quite match the.. well you know." Wheeljack defended sheepishly.

"Still rude..." Max grumbled. "But I'm not entirely sure.. I ah.. paid a chem student to help me come up with them... because the nicer ones are way too expensive. Its some kind of gel suspension in a latex sheath.. attached to the inside of my bra."

"Huh... Probably for the best we don't go looking into it... I've seen more than my fair of amateur chem experiments from the twins..." Wheeljack noted. "We still keep finding sticky spots from the mentos and coke thing.."

Max barely restrained a chuckle. "Well the pranks aren't _all_ bad. The koosh ball one was hilarious."

"Heh, I'm still not convinced the twins were behind that one. Usually they own up to them. I think it was Prime's doing." Wheeljack chuckled.. "He seemed way too pleased about something that day. Oh.. speaking of pleased. Apparently you impressed Ratchet enough he actually beat the rest of us to putting in the paperwork to invite you to stay on as part of the regular team.. like Spike and Carly." Wheeljack's avatar grinned.

"Wait.. what?" Max's jaw went agape. "You mean..?"

"For better or worse.. you're one of us now.. especially if Ratchet likes you." Wheeljack laughed before pausing. "Uhm... you may want to tell him about your prescription.. if you have one already... He doesn't like being left in the dark about what medications the humans who work with us are using. Heck, he'll probably provide it for you so you don't have to worry about buying it."

Max blinked. "Uh.. oh.. yeah.. I have one. I just started on it."

"Best make that our first stop then! Cause here we are!" Wheel jack slowed to a halt before letting Max out and transforming. "You ready?" Wheeljack asked as he hand hovered over the access panel.

"Ready as I'll ever be..." Max nodded. "Lets do this."

Wheeljack chuckled as he opened the door only freeze in horror moments before he saw the green glob headed their way. "Oh.. slag.."

* * *

Prowl sighed and shook his head at the twins. Their armor dented and scorched, looks of shock almost fused in place. He then glanced at the report in his hands and found himself in a dilemma. "Considering the aftermath... I am... tempted to grant a measure of leniency. As Wheeljack's retaliation was an.. impressive.. demonstration as to why such pranks are ill advised." Prowl looked at the two to see if they were listening. It was actually nice to not hear them actively complain about their punishments for once. "While the goo is indeed harmless to humans.. it did manage to ruin her clothing.. and dissolve her.. prosthesis.. and the subsequent burns from the reaction had to be treated by Ratchet."

"We.. didn't know.." Sideswipe mumbled.

"Noted. Which is why I am _only_ relegating you both to cleaning duty for the next six months." He paused when he saw them both cringe. "You will not be cleaning Wheeljack's Lab. In light of what happened next... I have ordered him and likewise am ordering you.. to limit contact with each other until further notice." There was only a faint expression of relief from the twins.

"I recommend you find your own way to patch things up with Maxine. It may go a long way to calming Wheeljack down." Prowl noted.

"I've never seen 'jack fight like that..." Muttered Sunstreaker. "Never seen him so.. angry."

Prowl actually smiled. "Today you saw a side of Wheeljack few have seen before. The both of you were _easily_ beaten down by a single mech who is not usually associated with his combat ability. The last time he was ever really angry.. well... theres a reason most _smart_ cons don't try to antagonize him. And its not because he carries around enough explosives to level Manhattan twice over. Its because he knows how to _use_ them to maximum effect."

".. why doesn't he use them when we normally fight the cons?" Sideswipe asked timidly.

"Hmm... I suppose you both are too young to have heard the reports. How he annihilated an entire district of Kaon before Autobot forces managed to get in there to retrieve his dieing frame. All in the name of grief and rage." Prowl flexed his fingers briefly. "I saw the damage myself. Back when there _were_ civilian Decepticons. Ratchet put him back together.. Rung helped him pull his mind back to rights. You are lucky he only wanted to _hurt_ you. For a moment.. we were worried he had a relapse."

"What would you have done if he did?" Sunstreaker asked.

"Tried to steer him toward the con's while we recycle your remains." Prowl stated bluntly. "We would _not_ have gotten to you two in time." Prowl watched them cringe again. "That said... report to Ratchet for repairs. I think we've all seen enough chaos for one day."

The twins both stood and quietly filed out, humbled for now. Prowl suspected they would be back to normal within the span of a month, but they might be a little more wary of messing with Wheeljack in the future. ::Ratchet, the twins are on their way. How is Max faring?::

::She'll be fine. I managed to mix together an ointment for the burns. She and 'Jack are in his lab now with Carly.:: Ratchet replied. ::'Jack's calmed down some, but he's a little morose.::

::Wheeljack will live. Thank you.:: Prowl replied as he started to finish the report in his hand.

::You know those two will be inseparable now, right?:: Ratchet asked.

::A little ahead of schedule, but.. ultimately a favorable outcome.:: Prowl replied.

::You are _lucky_ I agree with you, you miserable glitch.:: Ratchet growled. ::Now excuse me while I deal with the _other_ two miserable glitches.::

::Good night Ratchet.:: Prowl replied before turning his full attention to the reports at hand.

* * *

Max winced as she carefully felt the tender area on her chest, momentarily glad Wheeljack had a plethora of towels to cover up with. "Stop rubbing it." Carly warned as she dunked the wig in a bucket of solution. "Its not going to help it heal any faster."

"Easy for you to say." She griped. "This... is not how I pictured my day would end."

"Yes, well things rarely go how we expect them to go.. especially around the autobots." Carly sighed. "This wig... is done for. You'll have to either do without or get a new one.."

"Great.." Max grumbled. "All of it gone or ruined."

"Stuff can be replaced..." Carly stated firmly. "Using the perpetrator's expense account, even. Now stop being moody... "She paused and looked off to the dark shadow behind one of the racks. "That goes for you too 'Jack! So there's a little bump in an otherwise good day... things have been dealt with appropriately... have they not? No reason for things to not improve right?"

"I guess." Max relented.

"I suppose.." Echoed Wheeljack from behind a tool rack.

"Oh stop it. You both know I'm right. The twins had it coming for a long time now. And Spike is going to come back with a nice change of clothes for you.. if a bit loose fitting in the chest for now... which is for the best until you heal up."

"Its going to make wearing a seatbelt difficult for a while too." Max winced again. "Well it was one way to dodge the embarrassing part of coming out."

"... well.. at least I know the goo gun works... formula needs some tweaking." Wheeljack admitted.

"What exactly _are_ you doing back there, 'Jack?" Carly asked.

"Ratchet sent me a problem to work on. His surgical tools aren't meant for working on humans in an emergency... so he's asking for an adapted set." He replied. "We're lucky there hasn't been an injury of that sort here to date."

"So I guess another good thing came from this." Carly stated. "A problem is being addressed that hadn't been considered before."

The lab door whooshed open suddenly, as Spike called out. "Hello hello? One order of Emergency clothes, and a double order of Emergency chocolate here!"

Carly laughed, calling out to him. "Up here!" She glanced to to Max, grinning. "Thats why I love that man."

* * *

End Part 3 R&R please!


	4. Chapter 4

**Loader Drones are Terrifying**

_A G1 AU fanfic. Chapter 4_

**Disclaimer: **I own naught but the plot and OC. Flames will be ignored.

* * *

Max had barely heard Wheeljack's lab door swoosh open while she was diligently soldering in a last minute alteration to the 'MEC,' as the device had been affectionately dubbed. But it wasn't until she heard Kup's voice that she peeked out of the hole she had managed to worm her way into on the device's side to see what was going on. "Ah, Wheeljack?" Kup's voice seemed uncertain as he called out to him. "Seems that rotor didn't hold out as long as I thought it would... Ratchet told me to ask you to fab me one.. seeing as he doesn't have any in stock anymore."

Wheeljack looked up from the work bench and blinked. "Come on in.. its perfectly safe now.. just hang a left at the rack and grab a seat while I fire up the fabber." Wheeljack paused to make sure Max didn't need any help at the moment before setting the current component he was assembling to the side, before getting up and heading to the fabrication unit. "What was the part number on it again?"

Kup slowly trod over to the workbench and sat down.. cradling a partially limp arm. "Uh.. D.. Seven Oh Six.. Enforcer model."

"Alright, might as well get comfy, this will take a while make." Wheejack informed him as he started punching in the numbers.

"I'm in no hurry, just make sure its done right." Kup nodded as he leaned back in the chair.

Max took a moment to make sure her work inside the MEC was done before climbing out and sitting down in front of Kup. "Enforcer... I think I heard Ironhide and Jazz mention enforcers a few times. I didn't realize that they had special parts."

Kup chuckled. "Prior to the war starting, there was little need to have milspec parts installed on your average bot's frame. So to cut down on costs, most civilian bots had lower end parts installed if it wasn't needed for their job class. I was a security bot in a number of places, so I got a lot of enforcer grade gear installed from my time. After the war started they dropped the designation when they stopped producing civilian grade parts."

"There were other designations for parts that are still around though." Wheeljack added as he started feeding scrap into the fabber. "Such as construction grade, which are stronger and more durable.. at the cost of being heavier, slower, or more power consumptive."

"Ah... I can understand that." Max nodded before glancing over to the far corner of the room, where the Loader Drone currently resided, and realizing the opportunity to as him had arrived. "So.. ah.. seeing as you're going to be here for a bit... I was told you might know more about why some bots don't like the loader drones."

Kup stiffened in the chair for a moment before sagging forward. "I.. might know a few things... My own reasons especially... The others.. it varies. Like I don't think Sideswipe is actually bothered by them.. his brother is, however... and the twins tend to share some level of emotion. Most of the younger bots.. its socialized into them. They were raised by other bots who feared or loathed them. Its that simple. This particular drone.. however.. I'm not so sure its just that. Its like its programmed too well... I think.. maybe. It moves and operates too fluidly."

Max blinked. "So its like the Cybertronian version of the 'uncanny valley'?"

"I don't know about any uncanny valley's or hills.. or whatnot." Kup frowned. "But I do know about Mining station Em thirty six."

Max paused as she considered Kup's statement. "What happened?"

"Long ago.. before half these bots were even a twinkle in their creator's optic." Kup began. "The worst night in my function happened like this..."

* * *

Life on the lonely mining station, Known as M-36 was boring, predictable even. Exactly not the place an aspiring young bot wanted to be stationed. Running security for a handful of scientists and their modified drones seemed utterly pointless to Kup. There were no thieves or vandals to apprehend, just a bunch of stuffy old coots, and a few bratty sparklings that belonged to the dwindling handful of miners that remained there.

In fact, the only point of entertainment to be had, Kup reasoned, was the odd instance that one of the experimental modifications to the drones malfunctioned. It was usually spectacular in some fashion or another. At least the one seeker sparkling was quiet.. if a little detached. He vented as he opened up the message folders at his terminal. The first told him his transfer request was rejected. Again. He scowled and filed another request for a different location, in what had nearly become a rote action over the last several Orns.

The second folder told him the last of the miners were departing for other facilities, taking their sparklings with them. He almost felt bad for the blue seeker who's 'friends' left him behind. If it weren't for the apparent bullying of the seeker, that is. At least his function will be a bit quieter for the time being without them.

The remaining folders were reports of experiments that were to be ongoing for the day. Something he requested to be appraised of after the last explosion took the spark of one of the scientists he actually liked. One in particular caught his optic. "Field test of networked AI function in mining drones to be carried out during at the start of cycle, and to continue until end of cycle." Kup clicked that one and pulled up more information. It seemed some up and coming bot on Cybertron had came up with a few breakthroughs, and they wanted to test them in a real world application.

Kup sent out his acknowledgment to the scientists and braced himself for yet another long, boring cycle. It was almost not worth watching the vid feeds, save for the occasional mishap when two drones collided with each other. "The can make a loader drone mine ore, but they can't make it avoid running into another drone..." He muttered aloud before fishing out an Energon cube from his desk.

::Kup?:: The voice of the older femme on his comm shook Kup from the light recharge he had inadvertently fallen into. ::We need a hand in bay four. One of the drones is acting up.::

::Be right there, Lumina.:: Kup replied before asking. ::Define acting up?::

Lumina vented slowly over the comm before responding. ::We think the collision avoidance is glitched. It wont let us near it.::

Kup chuckled as he hurried to the bay. If he was lucky, the drone might actually be a challenge to 'apprehend' for the bedraggled scientists. ::New software patch?::

::Only new software is the network test. Though that might be whats glitching the avoidance software.:: Lumina replied tiredly. ::Its been making improvements on avoidance all cycle. It might have overwrote something important.::

Kup slowed briefly as he thought about the problem. ::I assume remote power down is glitched too?::

::Got it in one.:: Lumina replied. ::So now we're trying to pull manual overrides on them, until we can fix the problem..::

Kup frowned as he entered the bay, seeing three scientists trying to corral the drone in the corner. Kup chuckled with wry amusement as one scientist lunged and the drone dodged and jumped over the other two scientists. "That is some _impressive_ avoidance."

"Oh it gets better." Lumina groused. "Its been getting more _effective_ at dodging our grab attempts."

Kup laughed. "Well lets see if its up to dodging _me_." He grinned as he casually started walking up to the elsewise motionless drone. When it took a step back from him, he stopped and started to circle around it. It then started to turn with him, keeping its back away from him. "Hmmm have you tried sneaking up on it from behind while one bot distracts it?"

"Yes.. that worked exactly once.. for a previous drone." One of the other scientists grumbled.

Kup frowned and took and feinted going tot he right of the drone before lunging to its left. The drone turned right before realizing its error all too late, as Kup's superior speed was more than enough to close the distance and flip the master power switch on its back, forcing it to power down. It was almost disappointing.

"Good thing its slow compared to your enforcer frame, I don't think that would have worked otherwise." Lumina noted.

"How many more do you need me to help you take down?" Kup asked as the other scientists started plugging in their logic probes and attempting to debug the software.

"At least.. eleven more. Once we whittle it down to half the bots on station, it _should_ trigger the failsafe and force all of them to shutdown." Lumina noted. "Something about a 50% function loss prevention measure.. in the case the software was causing more problems than fixing."

Kup chuckled. "Well, its certainly doing a good job of both isn't.. it?" He trailed off as he heard a muffled scream from the adjoining bay. Kup responded with almost preprogrammed instinct as he dashed off to investigate. What he saw next would scar his memory for the rest of his function.

The room was almost in dead silence when he entered.. save for the faint sputtering of a failing energon pump. On one side of the room, lay a pair of legs and half a torso. On the other.. the rest of the poor bot the belong to. His eyes wide with shock. Kup rushed to his side, but his training told him that the bot was already to far gone from damage. The collective gasps behind him informed him of the arrival of the other scientists.

Kup's frame shook, this was the second death under his watch here. He couldn't let another one happen. Not again.. and not like this. "..to .. to the security room.. everyone. _Now!_" He barked, his mind falling back on the procedures set forth by his predecessor. His optics scanned the room, there was no sign of anyone.. or any thing. No drones were in that bay, yet something managed to tear a bot clean in half.

Kup's spark raced as he and the other four scientists rushed to the security office. The signs pointed to a murder, according to his academy training. If a drone did this, it was under someone's control. It had to be. Drones were programmed to be incapable of purposely harming a Cybertronian. Only through direct control.. or.. a virus? His spark clenched as the possibility of a virus propagating through the now _networked_ drones.

Suspects were limited. There were only eight bots remaining on station, including himself. If it was a direct control case, the four Kup had with him were innocent. If it was a planted virus... it could have been any of the seven scientists, or it could have even been a disgruntled miner that planted it before they departed. Upon reaching the security room, he rushed to the monitors in his office, rewinding the video feeds tot he moment of violence.

The feeds told Kup nothing. Whomever told the drone to kill the scientist, they were not in the room. He then started searching the feeds for where the drone had gone, and more importantly, where the remaining three scientists were at. "Lumina? Where is your sparkling?"

Lumina frowned. "He's secured himself in his room."

Kup vented in relief. The kid was safe for the moment, and the little guy could hardly take any more tragedy in his function. Being sent away to live with your grand creator because your creators were offline was bad enough. He didn't need to know any more than his Grand creator is safe. "Good, I'm having trouble locating the other scientists."

"They aren't responding to my Comms either." Lumia added.

Kup grimaced.. searching franticly though the camera feeds for a sign. What he got, sickened him. Two of them had already been dismembered. A third was in the process of being torn apart by two drones. "On the.. off chance.. that someone uploaded a virus into the networked drones... what are the chances of it spreading and.. getting.. 'improved' by the AI?" Kup stammered as he started unlocking the almost unused weapons locker... retrieving what he knew was the _only_ actual weapon in the entire station.

Lumina froze as her processor contemplated the horrific thought. "Near.. 100% It.. it wouldn't even have to have started out as.. dangerous.."

A loud thump echoed through the room, causing all the bots inside to suddenly go silent. Followed by another, and another. Kup quickly switched feed on his monitors to reveal a drone awkwardly banging on one of the doors, denting and warping it. "Lumina.. take the others and run to the shuttle bay. My monitors show its clear of drones. When you get there.. close the blast doors and wait." He hissed in a low tone.

"What about my sparkling?" She hissed back as Kup loaded an old power cell into the weapon.

"I'm going to retrieve him." Kup paused.. "I don't know if this weapon has enough power in it to take down enough drones to force the reset.."

Lumina looked like she wanted to object.. before she paused and nodded. "Go... I'll.. I'll think of something for the others."

"I'll comm you when I find him. Lets hope they don't get any bright ideas in the meantime." Kup nodded.. his hands were shaking even as he spoke. Lumina reached out to steady him briefly, giving him a worried look. "I... can handle this... I'm trained for... this." He forced a smile.

"Training is never like the real thing, hon. I.. I'll understand if you don't want to do this..." Lumina re-assured Kup.

"No.." Kup grimaced. "I signed up for this... I'm the only one who stands a chance.. and.. and I can't let some glitched out drones harm your sparkling."

"Primus go with you." Lumina whispered as the banging grew louder. She then quickly ushered the other scientists to follow her as Kup positioned himself opposite of where he knew one drone was trying to break in.

Just as soon as the drone breached the door, Kup fired.. blowing a hole squarely though its single optic. Unfortunately, he was ill prepared for the recoil of the weapon, and was knocked down by the sheer force of the blast. He glanced over at the stunned scientists. "Quit your gawking and go! I said I got this!" He yelled, trying to hide his embarrassment as he stood up and carefully prodded the now deactivated drone.. before tenderly stepping over its hulking frame. ::Lumina? Set the distress beacon remotely from the shuttle. Even if we shut down the drones.. we can't risk powering them back up later. Better to get help, even if it takes half an Orn to get here.::

::... I.. okay, will do... please be careful.:: she responded, worriedly.

::That's my plan...:: Kup replied as he crept around a corner. The heavy thudding steps of another drone told him one was close. Slowly he eased the rifle around.. spotting two drones at the far end of the hall.. slowly and methodically approaching. Kup didn't give these two a second thought as he fired twice. The first shot hit true, frying the drone.. while the second drone moved suddenly.. but wasn't quite fast enough to dodge the energy pellet completely. Kup noted the second one tried to continue moving before sputtering and falling down. "Three down... eight to go..."

Kup charged down the hallway as he started working out the shortest path to Lumina's quarters. He rounded a corner to see another drone.. which he quickly dispatched, despite its clumsy attempt to dodge. _They're learning to avoid my weapon._ He realized as a fifth ducked out of his line of sight the moment he pointed the gun in its direction. Several more drones had appeared as he wormed his way to his objective. Two of which he brought down, as they were unable to find a place to dodge to.. and one he just winged in the shoulder joint before it ran down the next hallway.

Kup slowly realized that the situation was getting worse. The gun's energy was already growing low... he had.. at best two.. maybe four good shots before the weapon was useless. Not enough to force the shutdown he had hoped he could achieve. A sudden tearing sound from his right caused him to jump and fire wildly at the source.. and by sheer luck coring out the drone that had just attempted to burst through the wall. _Slag! When did they learn that?!_

Still, the deactivation of the last drone had seemed to ward off the other drones. Leaving Kup in an eerie silence as he pressed on forward. It was somehow worse than having them attack him outright. Upon arriving at Lumina's quarters, he was shocked and dismayed to find the door torn open.. and no sign of her sparkling. However, his spark nearly jumped when he heard the muffled sobbing sound coming from underneath the berth. "Hey.. Kiddo.. its me.. ah.. Kup.. I'm here to take you to your guardian." He whispered. "C'mon out so we can get going.."

"A-are the bwad bwots gone... mistah kup..?" the voice stuttered between sobs.

"Y-yeah.. for now... I've scared them off.. but they'll come back if we don't hurry... now.. c'mon..." Kup coaxed the young bot out... picking him up and carefully clutching him to his side with one arm. _Thank Primus for upgrades. I just hope I can fire this thing one handed! _Kup thought as he slowly eased his way back into the hallway. ::Lumina? I have the kid, working my way to you now.::

::Thank Primus... I think theres a drone outside the hangar bay.. but it hasn't tried to get in.. its not strong enough to breach the blast door.:: Lumina responded.

::Sit tight. I don't think they've figured out that they can use the mining equipment to get to you.. yet. I've shot a few.. and they seem to be avoiding me now.:: Kup informed her as he worked his way to the hangar. Every other hallway he passed, he saw a flicker of movement.. but the drones were moving out of the way before he could acquire a shot. He winced suddenly when the light flashed brightly for all of a second before going out.. the dim emergency lighting slowly flickering on shortly after. He tried contacting Lumina, but quickly realized that without main power, the signal boosters necessary for comm signals to work in this hunk of rock and metal weren't functioning.

"By the pit.." He scowled.. frowning as the sparkling clutching his side whimpered. "Don't worry.. just a little power failure... used to happen all the time." Kup assured him, neglecting that his visual range was now reduced to nearly half with the dimer light. _Something isn't right. They're learning too fast! Why would they cut the power? Something doesn't add up..._

Kup froze in his tracks as he spotted the lone drone standing in front of the _open_ hanger door. Its long gripers dripped with freshly spilled energon. He gently sat the kid on the ground beside him. And leveled his gun at it. "Watch behind me and stay close.." He whispered as he took aim at the monstrosity that slowly turned to to face him. He pulled the trigger, once, twice and on the third it sputtered.. empty. The drone did not fall. He could see now.. the larger, bulkier form of the older model drone was much sturdier than its counterparts.

Kup panicked.. he charged the monstrosity, wielding his gun like a spear.. and drove the barrel through its optic.. causing the slower machine to stumble and flail wildly, screaming. It was _screaming in pain_. The revelation shook Kup to the core.. only the Sparkling's worried cries snapped him out of it. "th-their cowming mwister Kup!"

Barely thinking, he snatched the sparkling up and dove past the flailing drone.. sprinting toward the lone shuttle.. trying to ignore the corpses littering the bay as he ran into the shuttle and shut the door behind him. He didn't waste any time going through any of the usual checks or even buckling in as he quickly started to bring the shuttle online as the other drones lumbered into the bay. Just as he thought the drones were almost to the shuttle, the engines roared to life. Kup did not hesitate to launch the shuttle and flee that forsaken place.. and he certainly was not about to complain about having a quiet and _boring_ post ever again.

* * *

"And a couple of cycles later, me and the kid were picked up by a cargo hauler. I got reassigned and the kid.. well... it was a long time before I got to see him again.." Kup lamented.

"What became of him?" Max asked, sadly.

"He grew up emotionally damaged by the events, though you might not know it when you see him... He ah... goes by Thundercracker now." Kup shook his head. "I'm not sure he even remembers me. Probably blocked it all out with the trauma. M-36 was later raided by the army, to clean up the 'mistake' that was made."

"I thought he was younger than that?" Wheeljack noted as he closed up Kup's shoulder joint.

"It does seem a bit off, doesn't it?" Kup noted. "I figure he got paired off with another family of scientists. And.. well.. relativity can do funny things like that when you're exploring the cosmos."

Max nodded. "He could be simultaneously older than half the bots here.. and younger than them too."

Kup rotated his shoulder joint. "Hmm.. feels a touch rough... it'll wear in. And yes.. I suppose he is... it was always a bit iffy how to handle the legal age of bots who've been in space for a long while." Kup then stood up and smiled. "Try not to let the other bots get to you.. and don't worry so much about what we all think of that there loader drone. Its all superstitious slag piled upon rumor and ignorance. Yeah it brings back bad memories for me... but any other bot just needs a swift kick in the aft and told to get over it." Kup affirmed.

Wheeljack chuckled and waved as Kup made his way out of the lab. "Thanks Kup, we'll keep that in mind." When Kup was gone, Wheeljack and Max looked at each other, exchanging astonished expressions.

"Ho-lee frag..." Max muttered.

"... I was not expecting that..." Wheeljack nodded. "I mean.. I'm sure there are some inconsistencies.. but..."

"That... was something that is right out of a horror novel." Max shuddered.

"Agreed... lets... lets talk not talk about it anymore..." Wheeljack insisted.

"Right.. right.. erm.. so you think that surge capacitor will solve the overflow issue?" Max nodded, eagerly willing to change subjects.

"To an extent at least.. it'll hold a buffer long enough for us to regulate conversion rates in a realistic timespan." Wheeljack affirmed.

"Think we'll be ready in time for unveiling next week?" Max grinned. "Are _you_ ready?"

"Only if you're ready to wear that dress." Wheeljack teased.

Max blushed. "I can't believe the twins bought that thing as an apology..."

"Well.. I have to give them some credit.. they were honestly very sorry for what happened... they don't like it when someone gets hurt unintentionally by their pranks..." Wheeljack paused. "I'm more surprised that Sunstreaker was the one who picked it out.."

Max managed to chuckle. "Well you heard him.. his brother has no taste... still.. I didn't think I'd ever own a dress _that_ expensive. Where the heck do they get that kind of cash?"

"_That_ is a mystery for the ages." Wheeljack stated. "I suspect Jazz knows, as well as Mirage and Tracks... but it gets a bit shady beyond that."

"You mean Prowl doesn't know?" Max arched a brow. "He who manipulates all by invading privacy and all that entails?"

"Prowl... well he probably knows... at least enough that he hasn't declared it against regulations... which is surprising.. considering all the contraband they have bought with that money." Wheeljack rubbed his chin plate.

"Contraband.. you mean the reason all that stuff on that list.. is probably because they bought it and used it?" Max arched a brow.

"More than once... I'm afraid... the list is not much of a deterrent.." Wheeljack smirked.

* * *

Within Megatron's office, he listened to the report from Laserbeak with earnest. "Very good, everything is proceeding according to plan." He smiled.

"Not that I don't appreciate your discretion, Lord Megatron. But why is it that you chose to keep my trine brother's past a secret to the others?" Starscream asked cautiously.

"You forget, Starscream. I was a Miner myself for a time... My creators left that station with me just prior to that event. Even then, I knew Lumina. She worked for the betterment of all Cybertronians.. she and the scientists there wanted to put an end to the mining pits, for a dream to end the class system that I grew to hate. She wanted to do so by eliminating the need for manual labor. That he is her survivor, is enough for me to grant this one mercy. Had things unfolded differently.. I may not have become what I am today.. this war.. may never had been started." Megatron explained.

Starscream paused in consideration. "You do not want to sully her memory by allowing his past to become a point of ridicule amongst the ignorant."

"Indeed, Starscream. You see it clearly now... It is also why I sought Kup out in secret, when his fear became manifest. He has honored his bargain, by not revealing the deal we had made, and I shall continue to honor mine."

"What bargain?" Starscream asked, perplexed.

"That... will be for another time.." Megatron sighed, "Now begone with you, I have much to think about."

* * *

End Part 4 R&R please!


End file.
